|
Title of each Class of
Securities
to be Registered
|
Amount
to be
Registered (1)
|
Proposed
Maximum
Offering Price
Per Share
|
Fee Calculation
Rule
|
Proposed
Maximum
Aggregate
Offering Price
|
Fee Rate
|
Amount of
Registration Fee
|
|
Common stock, $0.01 par value per share:
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||||||
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— PENN Entertainment, Inc. 2022 Long Term Incentive Plan, as amended
|
7,000,000 (2)
|
$26.41 (3)
|
Rule 457(h)
|
$184,870,000.00
|
$110.20 per $1,000,000
|
$20,372.67
|
| (1) |
Pursuant to Rule 416 under the Securities Act of 1933, as amended (the “Securities Act”), this Registration Statement shall also cover any additional shares of common stock which become issuable under the above-named plan by reason of
any stock dividend, stock split, recapitalization or any other similar transaction effected without the receipt of consideration which results in an increase in the number of the outstanding shares of common stock.
|
| (2) |
Represents additional shares of common stock reserved for issuance under the PENN Entertainment, Inc. 2022 Long Term Incentive Plan, as amended on June 6, 2023.
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| (3) |
Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(c) and Rule 457(h) under the Securities Act of 1933, as amended, based upon the average of the high and low sale prices for the Common Stock
on Nasdaq on June 14, 2023.
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